About Public Limited
Companies

Achieving growth with public investment

What is a Public Limited Company?

A public limited company (PLC) is a type of business structure that can legally sell its shares to the general public on the stock market. The PLC model is most commonly used by larger businesses and high-growth startups seeking to raise capital from a wider pool of investors, enabling them to fund expansion or other major projects.

Most PLCs start as private companies, only converting to public companies once they are established, can demonstrate a strong and reliable track record, and have increased their issued share capital value to at least £50,000 - the minimum requirement to register as a public company.

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Who is this structure right for?

  • Large Companies Seeking Growth: A PLC is typically chosen by larger companies that need substantial capital for expansion, research and development, or acquisitions.
  • Companies Preparing for an Initial Public Offering (IPO): Businesses looking to go public and raise funds from public shareholders often restructure into a PLC before listing their shares on a stock exchange.
  • Companies Requiring Large-Scale Funding: Some industries, such as banking, oil, pharmaceuticals, and telecommunications, tend to adopt the PLC structure due to the large amounts of capital needed for operations, expansion, and research.
  • Established Businesses Looking to Broaden Ownership: Companies that are already successful in private hands may transition to a PLC structure to give more people an opportunity to invest and own part of the business.
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Key Benefits

Limited Liability: Like a private company limited by shares, a public limited company provides its members with limited liability, with each member only being liable for the nominal value of shares that they hold in the company.

Public Trading of Shares: The shares of a PLC can be sold to the public on stock exchanges like the London Stock Exchange (LSE), which enables the company to raise significant capital. This is a major advantage for businesses looking to expand or fund large-scale projects.

Corporate image: Any business that is registered at Companies House as a company is attractive to potential clients and investors, as it projects a professional, well-established image. Public limited companies have an extra level of prestige because they are usually larger corporations.

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Features

Minimum Share Capital: A PLC is required to have a minimum share capital of £50,000, with at least 25% paid up before it can begin trading.

Shareholders and Directors: PLCs must have at least two shareholders and two directors, which differs from private limited companies (LTDs) that can be owned and managed by a single person.

Continuity: A public limited company (like the other company types) is a separate legal entity from the people behind it. This means the company can continue to operate whilst the individuals who run and own it change.

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Forming a public limited company (PLC)

1st Formations provide a PLC Package with trading certificate for just £119.99. Here is the key information that you need to know about forming and then maintaining a public limited company:

  • PLCs must be registered with Companies House and have a unique name.
  • PLCs must have a registered office address within the same country it was formed, which is publicly visible.
  • A PLC requires at least 2 directors, 1 qualified company secretary (e.g. chartered secretary or accountant), and 1 shareholder, meaning a minimum of 2 people are needed. They must also report any person with significant control (often a shareholder).
  • They must also select at least 1 Standard Industrial Classification (SIC) code during registration to define its industry.
  • They cannot trade until they obtain a trading certificate. To qualify, the company must allot shares worth at least £50,000, with a minimum of £12,500 paid up. Finally, PLCs adopt articles of association and a memorandum of association during formation.
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Frequently Asked Questions

What are the advantages of a public limited company?

The main advantage of the PLC business structure is that it can offer shares to the public. This can allow the business to raise significant capital from both new and existing investors.

As well as being able to sell on stock markets, PLCs provide limited liability to their shareholders - meaning that if the company were to fall into financial difficulties, they are only liable for the unpaid amount on the shares that they hold in the company. This gives its owners financial protection.

Public limited companies are an esteemed business structure. By operating as a PLC, a business may be more likely to attract customers, investors and other business partners.

What are the disadvantages of a public limited company?

Whilst a public limited company must still file a confirmation statement and annual accounts (like a private limited company), they are generally held to a higher standard and must adhere to more rigorous reporting requirements.

There is also the possibility of an extra level of scrutiny. Because a PLC is likely to have more shareholders when compared to a private company, there is added pressure on the directors to make the company financially successful. Of course, this disadvantage is tied to the structure’s main advantage - being able to list on stock markets.

What are the main differences between private and public limited companies?

The primary difference between the two structures is the fact that whilst a public limited company (PLC) can offer shares to the public, a private company can not.

A PLC needs at least 2 directors and 1 qualified company secretary (the secretary can also be a director). A private company limited by shares only needs 1 director, with the secretary being an optional appointment. Both can be formed with just 1 shareholder.

Simply put, a PLC requires a minimum of 2 people. A private company limited by shares only requires 1 person.

A PLC must submit annual accounts within 6 months of its accounting reference date (ARD) passing. A private company limited by shares has 9 months from its ARD passing to submit annual accounts.

What are the roles of a public limited company’s officers?

The directors must take care of the company on a day-to-day basis, ensuring that everything is being done to ensure the success of the company.

The secretary is tasked with making sure that the company meets all of its filing obligations, correctly and on time.

What is applied to the end of a public limited company’s name?

Public limited companies' names must end in either ‘public limited company’ or ‘plc’.

Can a private company limited by shares convert to a public limited company?

Yes, provided that the necessary appointments are in place (2 directors and 1 secretary) and the required share capital criteria are met.

When ready, an RP01 form will then need to be filed with Companies House with a £20 filing fee, alongside the special resolution required for re-registration. You will then need to apply for a trading certificate.

How do I get a trading certificate?

Provided that a company has allotted at least £50,000 of shares, with 25% of these shares being paid for, it can apply for a trading certificate. This entails completing the SH50 form and then sending it to Companies House.

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1st Formations were very quick. Very efficient.

Peter Everett, Britt Recruitment View customer story